AMENDMENT TO CREDIT AND SECURITY AGREEMENT

This Amendment to Credit and Security Agreement is made and entered into as of this 10th day of November, 2008, by and between Nature Vision, Inc., a Minnesota corporation (herein called “Parent”) and Nature Vision Operating, Inc., a Minnesota corporation (herein called “Subsidiary”).  Parent and Subsidiary are each sometimes called “Borrower” and collectively sometimes “Borrowers” for the benefit of M&I Business Credit, LLC (herein called “Lender”).

A.            Borrowers executed and delivered to Lender a Credit and Security Agreement on November 8, 2007 (the “Credit Agreement”).  Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Credit Agreement.

B.             Borrowers and Lender desire to alter, amend and modify the Credit Agreement as hereinafter set forth.

NOW, THEREFORE, in consideration of the foregoing, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:

1.             Paragraph 1(d) of the Credit Agreement is hereby deleted therefrom in its entirety and the following is hereby inserted in lieu thereof as an amendment thereto:

Borrower will pay interest on all outstanding loans under this Agreement at an annual rate (computed on the basis of actual days elapsed in a 360-day year) which shall at all times be equal to the greater of (i) five and one-quarter percent (5.25%) per annum, or (ii) three and three-quarters percent (3.75%) above the “One Month LIBOR Rate” (as hereinafter defined), each change in the interest rate shall take effect simultaneously with the corresponding change in the One Month LIBOR Rate; provided that in no event shall the Borrower pay interest at a rate greater than the highest rate permitted by law.  “One Month LIBOR Rate” means the annual rate equal to the rate at which U.S. dollar deposits are offered on the first day of each calendar month on or about 9 a.m., Milwaukee, Wisconsin time (rounded upwards, if necessary, to the nearest 1/16 of 1%) as determined by the British Bankers Association (BBA LIBOR) and reported by a major news service selected by Lender (such as Reuters, Bloomberg or Moneyline Telerate).  If BBA LIBOR for the one month period is not provided or reported on the first day of a month because, for example, it is a weekend or holiday or for another reason, the One Month LIBOR Rate shall be established as of the preceding day on which a BBA LIBOR rate is provided for a one month period and reported by the selected news service.  The One Month LIBOR Rate determined above shall be the applicable One Month LIBOR Rate for the entire calendar month.  The One Month LIBOR Rate may be adjusted by Lender for any reserve req